On October 20, 2013, Carlisle Companies Incorporated entered into a series of definitive agreements to sell its Transportation Products Business to CTP Transportation Products, LLC, an entity affiliated with American Industrial Partners, for cash at an enterprise value of $375 million. In order to finance the acquisition, CTP (i) issued US$250 million principal amount 8.25 per cent senior secured notes due 2019 upon the terms and subject to the conditions set forth in an Indenture dated Dec. 20, 2013; and (ii) entered into a credit agreement on Dec. 31, 2013 providing for a US$100-million revolving loan credit facility as well as the provision of letters of credit and swingline loans up to a combined US$30 million.
The credit facility was made available by a syndicate of lenders led by SunTrust Bank, and including Credit Suisse, Ally Commercial Finance and BMO Harris Bank. The Joint Book-Running Managers for the notes were SunTrust Robinson Humphrey and Credit Suisse.
SunTrust Bank was represented in Canada by Norton Rose Fulbright Canada LLP with a team that included Arnold Cohen and Matthew Lippa (banking), and Peter Wiazowski and Emmanuel Grondin (securities); and in the United States by Cahill Gordon & Reindel LLP with an asset-based lending team comprising Jennifer Ezring, Michele Nudelman and Javier Ortiz; and a Notes team comprising Jonathan Frankel, Ted Lacey, Andrew Schwartz, Deborah Weiner.
CTP was represented in Canada by Stikeman Elliott LLP with a team including Howard Rosenoff, Kenton Rein, Adam Cieply and Barbara Sheng, with Stewart McKelvey's Charles Reagh and Kimberly Bungay acting as local counsel in Nova Scotia. CTP was also represented in the US by Baker Botts LLP with a team including Martin Toulouse, Bonnie Barsamian, Samantha Crispin, Sarah York, Jenny Zhang and Sarah Berens.